Privacy Policy For Tronyteciot App
TRONYTEC END USER LICENSE AGREEMENT FOR REMOTE ACCESS PRODUCTS
This Agreement is for the use and licensure of TRONYTEC products allowing remote access. Each such product includes hardware, software, and/or related media or documentation (collectively “Product”). The software includes embedded firmware, software, mobile application(s), software related to communication networks for any of the foregoing, and/or any future versions, releases, updates, patches, and/or fixes thereto (collectively “Software” unless explicitly noted). The term Product includes Software.
It is important that you read this entire Agreement. By installing, accessing or using any aspect of the Product, you agree to be bound by this Agreement. You represent and warrant that you have the right, authority, and capacity to accept and agree to the terms of the Agreement on behalf of yourself and any party to whom you grant access to the Product. You further represent you are of sufficient legal age in your jurisdiction or residence to use or access the Product and to enter into this Agreement. If you do not agree with any of the terms of this Agreement, you must cease using the Product.
1. END USER LICENSE AND GENERAL TERMS
1.1 Parties. This Agreement is between you and TRONYTEC only, and Google, Inc. (“Google”) is not a party to this Agreement. TRONYTEC, not Google, is solely responsible for the Product and its content.
1.2 Limited License. The Software is licensed, not sold, to you for use only under the terms of this Agreement. TRONYTEC reserves all rights not expressly granted to you.
TRONYTEC grants you a limited, non-exclusive right to access and use the Software in connection with, and solely for the purpose of remotely accessing, aspects of your Product.
1.3 Limits on Use. You must abide by the following restrictions. You agree not to: (i) commercially exploit the Software; (ii) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Software; (iii) access the Software in order to build a similar or competitive software or product; (iv) copy, reproduce, distribute, republish, download, display, post or transmit in any form or by any means any part of the Software, except as explicitly authorized by TRONYTEC; (v) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer or communication network, computer, handheld mobile device, data, the Software, or any other system, device or property; (vi) interfere with, disrupt, or attempt to gain unauthorized access to, the servers or networks associated with the Software or violate the regulations, policies, or procedures of such networks; (vii) access (or attempt to access) any of the Software by means other than through the interface provided by Rain Bird; (viii) remove, obscure or alter any proprietary rights notices which may be contained or displayed in connection with the Product; and (ix) you further agree not to use the Product in any manner inconsistent with its intended use or otherwise infringe or violate the rights of anyone.
1.4 Transfer. You may transfer the Product (excluding the Mobile App) to another user. If you transfer the Product (excluding the Mobile App) to a new owner, your right and license to use the Software with respect to the Product automatically terminates, and the new owner will have the right and license under this Agreement to use the Software (excluding the Mobile App) associated with the transferred Product. You may not transfer your right and license to use the Mobile App at any time. If available, the new user may acquire the Mobile App from an authorized provider.
1.5 Third Party Access. You may permit others to remotely access the Product. You agree that the terms of this Agreement will be binding upon and govern the relationship between TRONYTEC and any third party to whom you grant access to the Product. You further agree to take any and all action necessary to ensure compliance with, and enforce the terms of, this Agreement, and to indemnify TRONYTEC for any and all costs, damages, losses or expenses incurred with respect to such third party user. TRONYTEC will not be liable for any loss or damage arising from your failure to comply with this section or from any loss or damage arising from the actions of such third parties.
1.6 Software Updates and Modifications. TRONYTEC may modify or discontinue, temporarily or permanently, the Product (or any aspect thereof) with or without notice to you. You agree that TRONYTEC will not be liable to you or to any third party for any modification or discontinuance of the Product (or any aspect thereof). This Agreement applies to updates or supplements to the original Software provided by TRONYTEC, unless TRONYTEC provides other terms. In case of a conflict between such terms, the other terms will prevail. TRONYTEC may develop patches, fixes, updates, upgrades and other modifications to improve the performance of the Software (“Updates”). You will receive notice of any such Updates from TRONYTEC. It is your discretion and responsibility to install Updates as they become available. Your continued use of the Product is your agreement to the terms of this Agreement or as amended by TRONYTEC.
1.7 Termination. This Agreement is effective until terminated by you or TRONYTEC. This Agreement will terminate automatically without notice from TRONYTEC if you or any of your authorized third parties fail to comply with any term(s) of this Agreement or any amendments thereto. Upon termination of the Agreement, you and any authorized third parties shall cease all use of the Product, and destroy all copies, full or partial, of the Software.
1.8 Privacy Policy and Consent to Use of Data. You acknowledge that you have read and understood TRONYTEC's Privacy Policy (see www.TRONYTECIOT.com). You agree TRONYTEC may collect and use technical data and related information, including but not limited to technical information about your Product, that is gathered periodically to monitor your Product's performance, facilitate the provision of Software Updates and other support to you (if any) related to the Product. TRONYTEC may use this information, as long as it is in a form that does not personally identify you in order to improve its products or to provide services or other products to you and others
1.9 Security. TRONYTEC will implement reasonable and appropriate measures designed to secure any information gathered from you or your Product and use of your Product from accidental loss and from unauthorized access, use, alteration or disclosure. However, TRONYTEC cannot guarantee that unauthorized third parties will never be able to defeat TRONYTEC's security measures or use your personal information for improper purposes. You acknowledge that you provide your information at your own risk.
1.10 Reliability and Availability. The Product is intended to be accessed and used for non-time-critical information and control. While TRONYTEC aims for the Product to be highly reliable and available, it cannot be expected to be reliable or available 100% of the time. The Product may be subject to sporadic interruptions and failures for a number of reasons beyond Rain Bird's control, including wireless intermittency, service provider uptime, mobile notifications and carriers, electromagnetic interference of power line communications, among others. The Product may be suspended temporarily without notice for security reasons, system failure, maintenance and repair, or other circumstances. You agree that you will not be entitled to any refund or rebate for such suspensions. TRONYTEC does not offer any specific uptime guarantee for the Product. You also acknowledge these limitations and agree that TRONYTEC is not responsible for any damages allegedly caused by the failure, delay, or suspension of the Product to perform.
Google has no obligation to provide you with any maintenance and support services for the Product.
1.11 System Requirements. The Product may not be remotely accessible and/or may not work properly without: (i) access to an Ethernet port of your broadband router or a working Wi-Fi network that is positioned to communicate reliably with the Product; (ii) mobile devices, such as a supported phone or tablet; (iii) always-on broadband Internet access; and (iv) other system elements that may be specified by TRONYTEC, including but not limited to proper configuration and compatibility of any of the above system requirements. You are responsible for making sure you have met all of the necessary system requirements for the Product.
1.12 Savings and Benefits. TRONYTEC does not guarantee or promise any specific level of water savings or other monetary benefit from the use of the Product or any feature of it. Actual water savings and monetary benefits vary with factors beyond TRONYTEC's control or knowledge.
2. LIMITATIONS OF THE PRODUCT DUE TO THIRD PARTIES
2.1 The Product may rely on or interoperate with third-party products, services and systems. These third-party products, services and systems are outside of TRONYTEC's control, but their operation may impact or be impacted by the use and reliability of the Product. You acknowledge and agree that: (i) the use and availability of the Product may be dependent on third-party product vendors, service and/or system providers, (ii) these third-party products, services and/or systems may not operate in a reliable manner 100% of the time, and they may impact the way that the Product operates, and (iii) TRONYTEC is not responsible for damages and losses due to the operation of third-party products, services and/or systems.
2.2 You acknowledge that the availability of the Product is dependent on (i) your computer, mobile device, wiring, Wi-Fi network, and/or other related equipment as specified by TRONYTEC, (ii) your Internet service provider, (iii) your mobile device carrier, (iv) other communications systems as specified by TRONYTEC; and/or (v) other third party systems that communicate with the Product. You acknowledge that you are responsible for all fees charged by your third-party service providers, such as an Internet service provider and mobile device carrier, in connection with your use of the Product. You also acknowledge that you are responsible for compliance with all applicable agreements, terms of use/service, and other policies of your third-party service providers.
3. INTELLECTUAL PROPERTY
All intellectual property rights in the Product are owned by TRONYTEC and are protected by law, including, but not limited to, one or more of copyright, trade secret, patent and trademark law, as well as other applicable laws. The structure, organization and code of the Product, are valuable trade secrets and confidential information of TRONYTEC. You shall not remove any product identification, copyright notices or proprietary restrictions from the Product.
Your possession, access, and use of the Product does not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. TRONYTEC reserves all rights not granted under this Agreement.
To the extent you submit comments or suggestions about the Product to TRONYTEC, you agree that your submissions are voluntary, gratuitous, unsolicited, and without restriction and will not place TRONYTEC under any fiduciary, confidentiality, or other obligation. Rain Bird may use, copy, modify, publish, or redistribute your submission and its contents for any purpose and in any way without any compensation to you.
4. INDEMNIFICATION, WARRANTY, AND LIMITATION OF LIABILITY
4.1 Indemnification. You agree to indemnify and hold TRONYTEC and its officers, directors, employees and licensors harmless from any claim or demand (including but not limited to reasonable legal fees) made by a third party due to or arising out of or related to your violation of the terms and conditions of this Agreement, or your violation of any laws, regulations or third-party rights or your negligent act, omission or willful misconduct or misuse of the Product.
4.2 DISCLAIMER. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PRODUCT IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFECT IS WITH YOU, INCLUDING WHEN ACCESSING THE PRODUCT THROUGH A THIRD PARTY PRODUCT SERVICE AND/OR SYSTEM. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PRODUCT, INCLUDING WHEN ACCESSED THROUGH A THIRD PARTY PRODUCT, SERVICE AND/OR SYSTEM, IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND TRONYTEC HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE PRODUCT, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. RAIN BIRD DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE PRODUCT, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY THE PRODUCT WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE PRODUCT WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TRONYTEC OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY.
4.3 Warranty. The disclaimer of Section 4.2 excludes the standard warranty for hardware provided by TRONYTEC (see www.TRONYTECIOT.com).
4.4 LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL (A) TRONYTEC BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, DAMAGE OR HARM TO PLANTS, TURF, OR OTHER PROPERTY, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PRODUCT, HOWEVER CAUSED, INCLUDING BY WAY OF A THIRD PARTY'S PRODUCT, SERVICE AND/OR SYSTEM, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF TRONYTEC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (B) TRONYTEC BE LIABLE, HOWEVER CAUSED, INCLUDING BY WAY OF A THIRD PARTY'S PRODUCT, SERVICE AND/OR SYSTEM, FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING ANY DAMAGES FOR LOST DATA OR LOST PROFITS, ARISING FROM OR RELATING TO THE PRODUCT, EVEN IF TRONYTEC KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL RAIN BIRD'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, INCLUDING LEGAL FEES, EXCEED THE AMOUNT PAID FOR THE PRODUCT. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
4.5 Additional Terms Pertaining to the Mobile App.
a. Product Claims. TRONYTEC, and not Google, is responsible for addressing any claims of you or any third party relating to the Mobile App or your possession and/or use of the Mobile App, including, but not limited to: (i) product liability claims; (ii) any claim that the Mobile App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
b. Intellectual Property Claims. In the event of any third-party claim that the Mobile App or your possession and use of the Mobile App infringes that third party's intellectual property rights, TRONYTEC, not Google, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
c. TRONYTEC's obligation in this Section 4.5 does not change or alter any of the terms of this Agreement, including those of the other portions of Section 4.
4.6 Third-Party Installers and Managers. If you are a third-party installer or manager of the Product for the owner of the Product, you agree to provide all necessary access information to the Product, including any passwords and related instructions for access, to the owner of the Product immediately after installation or changing of the access information, and you agree to indemnify and hold harmless Rain Bird for any damages and legal fees occurring as a result of your failure to comply with this paragraph.
5. Dispute Resolution, Binding Arbitration and Class Action Waiver
5.1 General Applicability. If you live in (or if you are a business, your principal place of business is in) the United States, this Section 5 applies. In the interest of resolving disputes between you and TRONYTEC in the quickest and most cost effective manner, you and TRONYTEC agree that any and all disputes arising in connection with this Agreement shall be resolved in accordance with Section 5 of this Agreement. The term “dispute” means any dispute, action, or other controversy between You and TRONYTEC concerning the Product or this Agreement and has the broadest possible meaning under the law.
5.2 Notice of Dispute and Dispute Resolution. You and TRONYTEC agree that all disputes arising under this Agreement or involving the Product shall be resolved through arbitration, unless otherwise specified in this Agreement. Before a party may begin arbitration with respect to a dispute involving any aspect of this Agreement or the Product, the party raising a dispute shall send a written notice (“Notice”) to the other party, and any other party to the dispute for the purpose of seeking dispute resolution via negotiations or mediation. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If the dispute is not resolved within sixty (60) days after the initial Notice, then a party may proceed in accordance with Sections 5.3 – 5.9 below.
5.3 BINDING ARBITRATION FOR UNRESOLVED DISPUTES. ANY UNRESOLVED DISPUTE ARISING UNDER THE TERMS OF THIS AGREEMENT OR REGARDING THE PRODUCT SHALL BE CONDUCTED AND DECIDED BY INDIVIDUAL BINDING ARBITRATION GOVERNED BY THE FEDERAL ARBITRATION ACT (“FAA”). THE PARTIES' AGREEMENT TO ARBITRATE DISPUTES INCLUDES, BUT IS NOT LIMITED TO ALL CLAIMS ARISING OUT OF OR RELATING TO ANY ASPECT OF THIS AGREEMENT OR THE PRODUCT, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER THE CLAIMS ARISE DURING OR AFTER THE TERMINATION OF THIS AGREEMENT. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND TRONYTEC ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THAT THE FAA GOVERNS THE INTERPRETATION AND ENFORCEMENT OF SECTION 5 OF THIS AGREEMENT. ANY COURT WITH JURISDICTION OVER THE PARTIES TO THIS AGREEMENT MAY ENFORCE THE ARBITRATOR'S AWARD.
5.4 NO CLASS ACTIONS. ALL DISPUTE RESOLUTION PROCEEDINGS IN ANY FORUM WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS. NEITHER PARTY WILL PURSUE CLASS ACTIONS (NOR ANY OTHER TYPE OF PROCEEDING WHEREIN EITHER PARTY PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY) TO RESOLVE ANY DISPUTES INVOLVING ANY ASPECT OF THIS AGREEMENT OR THE PRODUCT. UNLESS BOTH YOU AND TRONYTEC AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIM(S), AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND TRONYTEC ARE ENTIRELY WAIVING THE RIGHT TO PARTICIPATE IN CLASS ARBITRATIONS AND ACTIONS IN THE COURTS.
5.5 Arbitration Procedure. The arbitration of any dispute or claim shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration rules (or the Consumer Arbitration Rules, if applicable). Arbitration hearings shall be held in the State of California at a location mutually agreeable to the parties. There shall be one arbitrator to hear the matter. The parties shall initially agree to a panel of three possible arbitrators to hear the matter and each party shall have the opportunity to name one arbitrator to be dropped from the panel until one arbitrator remains. The party initiating the arbitration shall be first to indicate its selection. Any decision or award by the arbitrator rendered in an arbitration proceeding shall be final and binding on each party, and may be entered as a judgment in any court of competent jurisdiction.
5.6 Costs. All costs of the AAA shall be shared equally by both parties to this Agreement.
5.7 Confidentiality. Any arbitration shall be confidential, and neither you, nor TRONYTEC nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction.
5.8 Modifications. If TRONYTEC makes future revisions to Section 5 of this Agreement, you may reject any such change by sending TRONYTEC written notice within 30 days of the change to TRONYTEC's address for notice (see Section 6.5 below), in which case the arbitration provision in effect immediately prior to the revisions you rejected will apply.
5.9 Severability and Enforceability. If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect. If Section 5.4 is found to be illegal or unenforceable as to all or some parts of a dispute, then Section 5 will not apply to those parts. Instead, those parts will be severed and proceed in a court of law under Section 6.3, with the remaining parts in arbitration. If any other provision of Section 5 is found to be illegal or unenforceable, that provision will be severed with the remainder of Section 5 remaining in full force and effect. The parties further agree that the exclusive jurisdiction and venue provision of Section 6.3 will only apply if Section 5.3 is found to be unenforceable.
6. Other Terms
6.1 Modification to This Agreement TRONYTEC reserves the right to modify this Agreement at any time without notice. Continued use of the Product following changes to the terms of this Agreement shall indicate your acknowledgment of such changes and agreement to be bound by the terms and conditions of such changes. The current version of this Agreement will be available at www.TRONYTECIOT.com.
6.2 Governing Law. This Agreement will be deemed entered into in the State of California of the United States and will be governed by and construed according to the internal laws of the State of California of the United States without regard to conflict of law principles.
6.3 Exclusive Jurisdiction and Venue. In the event that any or all disputes are not subject to Section 5 above, then actions involving such disputes against any party to this Agreement will be commenced only in the federal or state courts within Los Angeles County in the State of California of the United States, which courts will have exclusive jurisdiction over such actions and proceedings and the parties hereby irrevocably consent to personal jurisdiction over them by such courts. It is understood and agreed that, notwithstanding any other provisions of this Agreement, breach of any provision of this Agreement by you may cause TRONYTEC irreparable damage for which recovery of money damages would be inadequate, and that TRONYTEC will therefore be entitled to obtain timely injunctive relief to protect TRONYTEC's rights under this Agreement in addition to any and all remedies available at law.
6.4 Entire Agreement. The terms of this Agreement constitute the entire agreement between you and TRONYTEC regarding the use of the Product. Any failure by TRONYTEC to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
6.5 Notice. TRONYTEC may provide notifications to you via mobile notification or posting of such notice on TRONYTEC's website (www.TRONYTECIOT.com). You may contact TRONYTEC's customer care center at TRONYTEC_DEV@TRONYTECIOT.com with any questions. For purposes of Section 5 above, notice may be sent in writing to TRONYTEC.
6.6 Modifications to Offerings and Pricing. TRONYTEC reserves the right to change product and services offerings, specifications, and pricing with regard to the Product and any aspect thereof at any time without notice.
6.7 Legal Compliance. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.